AMENDMENT TO
AMENDED AND RESTATED
PRICING AND BOOKKEEPING AGREEMENT
This Amendment is made and entered into this 1st day of July, 2001 by
and between SR&F Base Trust (the "Trust"), a Massachusetts business trust, and
Xxxxx Xxx & Xxxxxxx Incorporated ("Xxxxx Xxx"), a Delaware corporation.
WHEREAS, the Trust and Xxxxx Xxx previously entered into an Amended and
Restated Pricing and Bookkeeping Agreement dated August 3, 1999, as amended (the
"Agreement"); and
WHEREAS, the parties desire to amend the compensation provision of the
Agreement.
NOW, THEREFORE, in consideration of the mutual covenants and agreements
of the parties hereto as herein set forth, the parties covenant and agree as
follows:
1. Paragraph 5 (Compensation) of the Agreement is amended and
restated in its entirety as follows:
"5. Compensation. The Trust will pay Xxxxx Xxx for each Series an
annual monthly fee of $10,000, paid monthly. The Trust also shall
reimburse Xxxxx Xxx for any and all out-of-pocket expenses and
charges, including fees payable to third parties for pricing a
Series' portfolio securities, in performing services under this
Agreement."
A copy of the document establishing the Trust is filed with the
Secretary of The Commonwealth of Massachusetts. This Agreement is
executed by officers not as individuals and is not binding upon any of
the Trustees, officers or shareholders of the Trust individually but
only upon the assets of the Fund.
IN WITNESS WHEREOF, the parties hereto, intending to be legally bound
hereby, have executed and delivered this Agreement as of the date first written
above.
SR&F BASE TRUST
By:
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Name:
Title:
XXXXX XXX & FARNHAM INCORPORATED
By:
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Name:
Title: